Booker Group Plc RNS
30 May 2012
Proposal for Booker Group to acquire Metro UK
Booker Group Plc ("Booker"), a leading UK food wholesaler, and Metro Group AG ("Metro"), the German retail and wholesale group, are pleased to announce that they have entered into an agreement for Booker to acquire Makro UK ("Makro UK"), Metro's wholesale business in the UK, in exchange for new Booker Shares, representing 9.99 per cent of the current issued share capital of Booker and a cash consideration of £15.8 million.
Based on the closing price on 29 May 2012, being the last practicable date prior to this announcement, of a Booker share of 79.1p, the value of the New Ordinary shares to be issued is £123.9 million which, combined with the cash sum of £15.8 million, values Makro UK at £139.7 million.
Through this Proposed Transaction Booker is seeking to become the UK's leading wholesaler to caterers, retailers and small and medium sized enterprises, with a wide range of food and non-food via the internet, delivery and cash and carry. The combination of the two businesses will enable Booker and Makro UK to further improve choice, prices and service for all customers. The Proposed Transaction includes Makro UK's network of 30 purpose built sites which serve more than 1m customers, largely small and medium-sized enterprises - a customer base that complements Booker's focus on catering and retail customers.
Booker and Metro have agreed to enter into a strategic partnership agreement which will enable competence sharing for mutual benefit. Metro will become a significant shareholder in Booker, and there is an agreement to enter into a relationship agreement regarding its shareholding.
Charles Wilson, Chief Executive of Booker, said:
"Through working together, Booker and Makro UK will improve choice, prices and service for retailers, caterers and SMEs throughout the UK. Together we will offer a wide range of foods and non-foods to our professional customers, via the internet, delivery and cash and carry. The Board is confident that this collaboration will enable us to continue to generate value for shareholders."
Olaf Koch, Chairman of the Management Board of Metro Group, said:
"In Booker, we have found the right buyer for our challenging UK business, which has shown an unsatisfying performance. Booker is very well positioned in the UK market, with a great brand perception and vast experience in managing product ranges and in customer services. Therefore we are convinced that this new setup meets all requirements for future success in the UK, while allowing Metro Group to further concentrate on countries within our strategic focus."
